How to Form an LLC in Wyoming as a Non-U.S. Resident

Navigating the requirements can often be challenging for non-U.S. residents looking to trade with U.S. brokers. Many U.S. brokerage firms restrict individual accounts to U.S. residents, making it difficult for international traders to access U.S. markets directly. However, there is a viable solution: U.S. brokerages may offer trading through brokerage accounts for U.S. entities. By forming a U.S. business entity, such as a Limited Liability Company (LLC), foreign traders can open a business brokerage account and gain access to U.S. markets.

Need help with setting up an LLC for a Composer Business Account? Book a free consultation call.

This approach opens the door to trading with*, and enhanced credibility. While you can choose to form your LLC in any state of your choosing, Wyoming will be used as the example in this article, since it is a popular choice due to the following characteristics:

• No state income tax, including personal, corporate, or franchise tax* (However, other forms of taxes may still apply depending on your specific circumstances).

• Enhanced privacy protection, including anonymity for owners

• Low annual fees, at as low as $60 per year

Bottom Line: It is up to you to choose which state to form your LLC in. If you are unsure what state is best for your LLC, consult an experienced professional to help you make the right choice.

Steps to Form an LLC in Wyoming

Step 1: Name Your LLC

You must choose a name that is not already being used by another business entity in Wyoming. You can double-check using the Secretary of State’s search engine.

For more information on choosing a name, visit the “How to Choose a Company Name” document published by the Secretary of State.

Step 2: Appoint a Registered Agent

Wyoming, like all other states, requires your LLC to have a registered agent. The registered agent is responsible for receiving legal documents on behalf of the LLC and passing them on to the LLC once they have been received.

The registered agent may be a Wyoming resident who is at least 18 years old and has a physical address with the state.

Alternatively, you can designate a company to provide registered agent services for a fee. In this case, they must be a domestic or foreign business entity authorized to transact business in Wyoming and who has a physical address within the state.

In either case, a DropBox or P.O. Box is an unacceptable substitute for a physical address.

Step 3: Prepare and Submit Wyoming’s LLC Articles of Organization Form

To establish your LLC in Wyoming, you must file a document called Articles of Organization with the Secretary of State.

You can file the articles of organization online. To do so, you will need to provide the following information:

• Name of the LLC

• Address of the LLC (address of registered agent)

• Details of organizer (name, signature, and contact information)

• Details of registered agent (name, signature, and contact information)

The filing fee is $100, which can be paid using a Visa or Mastercard.

If you file online, your LLC is active as soon as the filing process is complete.

After Forming Your LLC in Wyoming

Once you form your Wyoming LLC, there are a few extra steps to be aware of. The following details a few of these steps:

Obtain an Employer Identification Number (EIN)

An Employer Identification Number (EIN) is your LLC's nine-digit federal tax identification number (TIN). You can think of an EIN as the business version of a Social Security number.

As a foreign resident, an EIN for your LLC is required for tax filing and opening a business bank account in the U.S. Foreign business owners can apply for an EIN through the Internal Revenue Service (IRS):

• The application can be completed using Form SS-4 (Application for Employer Identification Number).

• Foreigners without a Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN) can still apply. The IRS does not require an SSN or ITIN for EIN applications by foreign entities or individuals.

Open a U.S. Business Bank Account

A U.S. business needs a business bank account to operate effectively. However, most banks require the business owner to be present in the U.S. to open an account.

Options for Foreign Business Owners:

• Visit the U.S.: Many banks require in-person identity verification.

• Use an International Business Banking Service: Some financial technology companies offer international business banking solutions.

• Appoint a U.S. Resident as a Signer: If you have a trusted partner in the U.S., they can open an account on your behalf.

Required documents typically include:

• EIN confirmation letter from the IRS.

• Business registration documents.

• Operating Agreement (for LLCs) or Bylaws (for Corporations).

• Passport or other government-issued identification.

Submit Your Yearly Report

Every Wyoming LLC must complete an annual report and pay a yearly license tax beginning with the second year of business. The fee is $60 for businesses with less than $300,000 in Wyoming assets. If your business has more than $300,000 in assets, multiply the assets by 0.0002 to determine your tax. Be sure to submit to the Secretary of State before your registration anniversary to avoid fees or the loss of good standing.

Need help with setting up an LLC for a Composer Business Account? Book a free consultation call.

*Composer Securities LLC, as a FINRA Member Broker-Dealer, is committed to providing our clients with valuable financial information and resources. However, we want to make it explicitly clear that our firm does not provide tax advice or tax planning services. It is important that you understand the following:

1. Informational Purpose Only: The tax-related information presented here is for general informational purposes only. It should not be construed as personalized tax advice or guidance.

2. No Client-Advisor Relationship: This communication does not establish any form of client-advisor relationship between Composer Securities and the reader.

3. Not a Substitute for Professional Advice: The information provided is not a substitute for individualized tax advice from a qualified tax professional who is familiar with your specific financial situation.

4. Complex and Changing Tax Laws: Tax laws and regulations are complex and subject to frequent changes. What may be accurate today could become outdated or inapplicable in the future..

5. Seek Professional Guidance: We strongly recommend that you consult with a qualified tax professional regarding your specific tax situation before making any tax-related decisions or taking any actions based on information presented in this communication.

If you have any questions about your specific tax situation, please consult with a qualified tax professional.